SEC Form 4 · accession 0001127602-16-062140

Johnson Controls International plc · JCI

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Alex A Molinaroli

Officer — Chairman & CEO

Period of report

Sep 2, 2016

Accepted (ET)

Sep 7, 2016 · 6:21 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000833444

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Ordinary Shares^F1,F2	Sep 2, 2016	A	315,848	—	A	315,848	D
Ordinary Shares^F2	Sep 2, 2016	A	22,416	—	A	22,416	I	By 401k Plan Trustee

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Phantom Stock Units - Restricted Stock Plan^F5,F3,F4	$0.00	Sep 2, 2016	A	94,862	A	—	—	Ordinary Shares	94,862	94,862	D
Phantom Stock Units - Retirement Restoration^F7,F3,F6	$0.00	Sep 2, 2016	A	16,288	A	—	—	Ordinary Shares	16,288	16,288	D
Employee Stock Option (Right to Buy)^F8	$40.21	Sep 2, 2016	A	90,000	A	Oct 1, 2009	Oct 1, 2017	Ordinary Shares	90,000	90,000	D
Employee Stock Option (Right to Buy)^F8	$30.54	Sep 2, 2016	A	135,000	A	Oct 1, 2012	Oct 1, 2020	Ordinary Shares	135,000	135,000	D
Employee Stock Option (Right to Buy)^F8	$28.54	Sep 2, 2016	A	125,000	A	Oct 7, 2013	Oct 7, 2021	Ordinary Shares	125,000	125,000	D
Employee Stock Option (Right to Buy)^F8	$27.85	Sep 2, 2016	A	72,900	A	Oct 5, 2014	Oct 5, 2022	Ordinary Shares	72,900	72,900	D
Employee Stock Option (Right to Buy)^F8	$30.73	Sep 2, 2016	A	65,100	A	Jan 23, 2015	Jan 23, 2023	Ordinary Shares	65,100	65,100	D
Employee Stock Option (Right to Buy)^F8	$48.37	Sep 2, 2016	A	153,061	A	Nov 19, 2015	Nov 19, 2023	Ordinary Shares	153,061	153,061	D
Employee Stock Option (Right to Buy)^F8,F9	$50.23	Sep 2, 2016	A	169,924	A	Nov 18, 2016	Nov 18, 2024	Ordinary Shares	169,924	169,924	D
Employee Stock Option (Right to Buy)^F8,F9	$43.86	Sep 2, 2016	A	217,604	A	Oct 7, 2017	Oct 7, 2025	Ordinary Shares	217,604	217,604	D

Explanation of responses

F1The balance includes unvested restricted stock units and dividend equivalents that were converted into an equivalent number of restricted stock units in JCI plc in connection with the closing of the merger.
F2Shares acquired in connection with the closing of the merger between Johnson Controls, Inc. ("Johnson Controls") and Johnson Controls International plc (formerly Tyco International plc) ("JCI plc") (the "merger"), pursuant to which each share of Johnson Controls was converted into 0.8357 ordinary shares of JCI plc and $5.7293 in cash.
F3Each unit of phantom stock is the economic equivalent of one ordinary share of JCI plc.
F4Phantom stock units accrue under the Johnson Controls Restricted Stock Plan and settle 100% in cash upon the reporting person's termination or retirement, subject to vesting requirements.
F5Restricted stock units acquired in connection with the closing of the merger, pursuant to which each restricted stock unit of Johnson Controls (the economic equivalent of one share of Johnson Controls common stock) was converted into a restricted stock unit in JCI plc.
F6Phantom stock units accrue under the Johnson Controls Retirement Restoration Plan and settle 100% in cash upon the reporting person's retirement.
F7Phantom stock units acquired in connection with the closing of the merger, pursuant to which each phantom stock unit of Johnson Controls (the economic equivalent of one share of Johnson Controls common stock) was converted into a phantom stock unit in JCI plc.
F8Options acquired in connection with the closing of the merger, pursuant to which Johnson Controls options were converted into an equivalent number of options with respect to JCI plc at the same exercise price.
F9Fifty percent of the options become exercisable two years after the grant date; the remaining 50%, three years after grant date.